Crescent Energy Co

Previous wording

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company's operating results. The following discussion and analysis should be read in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025 ("Annual Report"), as well as our unaudited condensed consolidated financial statements for the three months ended March 31, 2026 and 2025. The following information updates the discussion of our financial condition provided in our previous filings, and analyzes the changes in the results of operations between the three months ended March 31, 2026 and 2025. The following discussion contains forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. The forward-looking statements are dependent upon events, risks and uncertainties that may be outside our control. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, commodity price volatility, capital requirements and uncertainty of obtaining additional funding on terms acceptable to the Company, realized oil, natural gas and NGL prices, the timing and amount of future production of oil, natural gas and NGLs, shortages of equipment, supplies, services and qualified personnel, as well as those factors discussed below and elsewhere in this Quarterly Report and in our Annual Report, particularly under “Risk Factors” and “Cautionary Statement Regarding Forward Looking Statements,” all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law. Unless otherwise stated or the context otherwise indicates, all references to “we,” “us,” “our,” "Crescent" and the “Company” or similar expressions refer to Crescent Energy Company ("CEC") and its subsidiaries.

Current wording

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide the reader of the financial statements with a narrative from the perspective of management on the financial condition, results of operations, liquidity and certain other factors that may affect the Company’s operating results. The following discussion and analysis should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report”), our Quarterly Report on Form 10-Q for the period ended March 31, 2026, as well as our unaudited condensed consolidated financial statements for the three and six months ended June 30, 2026 and 2025. The following information updates the discussion of our financial condition provided in our previous filings, and analyzes the changes in the results of operations between the three and six months ended June 30, 2026 and 2025. The following discussion contains forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. The forward-looking statements are dependent upon events, risks and uncertainties that may be outside our control. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, commodity price volatility, capital requirements and uncertainty of obtaining additional funding on terms acceptable to the Company, realized oil, natural gas and NGL prices, the timing and amount of future production of oil, natural gas and NGLs, shortages of equipment, supplies, services and qualified personnel, as well as those factors discussed below and elsewhere in this Quarterly Report and in our Annual Report, particularly under “Risk Factors” and “Cautionary Statement Regarding Forward Looking Statements,” all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. We do not undertake any obligation to publicly update any forward-looking statements except as otherwise required by applicable law. Unless otherwise stated or the context otherwise indicates, all references to “we,” “us,” “our,” “Crescent” and the “Company” or similar expressions refer to Crescent Energy Company (“CEC”) and its subsidiaries.

Previous wording

During the last several years, prices of crude oil, natural gas and NGLs have experienced periodic downturns and sustained volatility, impacted by geopolitical events, such as Russia’s invasion of Ukraine and the related sanctions imposed on Russia, Hamas' attack against Israel and the ensuing conflict and escalation of tensions in the Middle East. For example, the ongoing military conflict in Iran, which began in February 2026, has heightened geopolitical risk in key global energy markets and contributed to increased volatility in oil and gas commodity prices. The conflict has resulted in disruptions and constraints on maritime transit, supply chains, and energy infrastructure in the Middle East, including in and around the Strait of Hormuz, a critical choke point for global oil and liquefied natural gas shipments. These developments have led to elevated risk premiums in energy commodity prices and greater short‑term price uncertainty, causing global crude oil prices to surpass $100 per Bbl. Commodity prices and broader market conditions have also been affected by developments in Venezuela, supply chain constraints, elevated interest rates, U.S. international trade and tariff policies and responses thereto and costs of capital and political and regulatory uncertainties. Furthermore, the United States has experienced, and may continue to experience, a significant inflationary environment, which began in 2022 that, along with international geopolitical risks and market responses to the announcement of certain tariff policies by the Trump Administration, has contributed to concerns of a potential recession in the United States in 2026 that has created further volatility. For example, actions taken by OPEC and allies with respect to production levels, and announcements of potential changes in such levels, including production adjustments during 2025 and the first quarter of 2026, have contributed, and may continue to contribute, to volatility in commodity prices and in the oil and natural gas industry generally. Such volatility may lead to a more difficult investing and planning environment for us and our customers. While we use derivative instruments to partially mitigate the impact of commodity price volatility, our revenues and operating results depend significantly upon the prevailing prices for oil and natural gas.

Current wording

During the last several years, prices of crude oil, natural gas and NGLs have experienced periodic downturns and sustained volatility, impacted by geopolitical events, such as Russia’s invasion of Ukraine and the related sanctions imposed on Russia, Hamas’ attack against Israel and the ensuing conflict and escalation of tensions in the Middle East. For example, the ongoing military conflict with Iran, which began in February 2026, has heightened geopolitical risk in key global energy markets and contributed to increased volatility in oil and gas commodity prices. The conflict has resulted in disruptions and constraints on maritime transit, supply chains, and energy infrastructure in the Middle East, including in and around the Strait of Hormuz, a critical choke point for global oil and liquefied natural gas shipments. These developments have led to elevated risk premiums in energy commodity prices and greater short‑term price uncertainty, causing global crude oil prices to surpass $100 per Bbl at times. Commodity prices and broader market conditions have also been affected by developments in Venezuela, supply chain constraints, elevated interest rates, U.S. international trade and tariff policies and responses thereto and costs of capital and political and regulatory uncertainties. Furthermore, the United States has experienced, and may continue to experience, a significant inflationary environment, which began in 2022 that, along with international geopolitical risks and market responses to the announcement of certain tariff policies by the Trump Administration, has contributed to concerns of a potential recession in the United States that has created further volatility. For example, actions taken by OPEC+ with respect to production levels, and announcements of potential changes in such levels, including production adjustments during 2025 and the first half of 2026, and changes in participation by member countries have contributed, and may continue to contribute, to volatility in commodity prices and in the oil and natural gas industry generally. Such volatility may lead to a more difficult investing and planning environment for us and our customers. While we use derivative instruments to partially mitigate the impact of commodity price volatility, our revenues and operating results depend significantly upon the prevailing prices for oil and natural gas.

Previous wording

During the three months ended March 31, 2026, no impairment expense was incurred. During the three months ended March 31, 2025, we recorded an impairment expense of $45.6 million to write down the value of certain assets classified as held for sale to expected net proceeds. A decline of future commodity prices or a decrease in estimates of oil and natural gas reserves for our assets would likely result in an impairment charge. The actual amount of impairment incurred, if any, for these properties will depend on a variety of factors including, but not limited to, subsequent forward price curve changes, weighted-average cost of capital, operating cost estimates and future capital expenditures estimates. An estimate of the sensitivity to changes in assumptions in our fair value calculations is not practicable, given the numerous assumptions (e.g. reserves, pace and timing of development plans, commodity prices, capital expenditures, operating costs, drilling and development costs, inflation and discount rates) that can materially affect our estimates. Unfavorable adjustments to some of the above listed assumptions would likely be offset by favorable adjustments in other assumptions. For example, the impact of sustained reduced commodity prices would likely be partially offset by lower costs.

Current wording

There were no impairment charges recognized during the three and six months ended June 30, 2026. During the three and six months ended June 30, 2025, we recorded an impairment expense of $3.0 million and $48.6 million, respectively, to write down the value of certain assets classified as held for sale to expected net proceeds. A decline of future commodity prices or a decrease in estimates of oil and natural gas reserves for our assets would likely result in an impairment charge. The actual amount of impairment incurred, if any, for these properties will depend on a variety of factors including, but not limited to, subsequent forward price curve changes, weighted-average cost of capital, operating cost estimates and future capital expenditures estimates. An estimate of the sensitivity to changes in assumptions in our fair value calculations is not practicable, given the numerous assumptions (e.g. reserves, pace and timing of development plans, commodity prices, capital expenditures, operating costs, drilling and development costs, inflation and discount rates) that can materially affect our estimates. Unfavorable adjustments to some of the above listed assumptions would likely be offset by favorable adjustments in other assumptions. For example, the impact of sustained reduced commodity prices would likely be partially offset by lower costs.

Previous wording

Due to the cyclical nature of the oil and gas industry, fluctuating demand for oilfield goods and services can put pressure on the pricing structure within our industry. As commodity prices rise, the cost of oilfield goods and services generally also increase, while during periods of commodity price declines, oilfield costs typically lag and do not adjust downward as fast as oil prices do. The U.S. inflation rate remained relatively stable through 2024, 2025 and thus far through 2026, after an extended period of elevation; however, the full impact of recent geopolitical actions (including the conflict in Iran) on inflation cannot be fully determined at this time. Inflationary pressures have resulted in and may result in additional increases to the costs of our oilfield goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise. Recently announced tariffs and any further tariffs may also increase our operating costs. Although the U.S. Federal Reserve made cuts to benchmark interest rates in 2024 and 2025, the Federal Reserve’s Board of Governors has, so far in 2026, kept rates steady and indicated that near-term cuts are unlikely. Although the financial health of the oil and gas industry has shown improvement as compared to prior periods, to the extent elevated interest rates and inflation remain, we may experience further cost increases for our operations, including oilfield services, labor costs and equipment. Higher oil and natural gas prices may cause the costs of materials and services to continue to rise. We cannot predict any future trends in the rate of inflation, any subsequent monetary policy changes (including as a result of changes to the composition of the Federal Reserve’s Board of Governors expected in 2026), and a significant increase in inflation, to the extent we are unable to recover higher costs through higher oil and natural gas prices and revenues, would negatively impact our business, financial condition and results of operations. See Part I, Item 1A. Risk Factors—"Risks related to the oil and natural gas industry—Inflationary issues and associated changes in monetary policy previously have resulted in and such issues, as well as certain proposed tariffs, may in the future result in additional increases to the cost of our goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise" in our Annual Report.

Current wording

Due to the cyclical nature of the oil and gas industry, fluctuating demand for oilfield goods and services can put pressure on the pricing structure within our industry. As commodity prices rise, the cost of oilfield goods and services generally also increase, while during periods of commodity price declines, oilfield costs typically lag and do not adjust downward as fast as oil prices do. The U.S. inflation rate remained relatively stable through 2024, 2025 and thus far through 2026, after an extended period of elevation; however, the full impact of recent geopolitical actions (including the conflict with Iran) on inflation cannot be fully determined at this time. Inflationary pressures have resulted in and may result in additional increases to the costs of our oilfield goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise. Recently announced tariffs and any further tariffs may also increase our operating costs. Although the U.S. Federal Reserve made cuts to benchmark interest rates in 2024 and 2025, the Federal Reserve’s Board of Governors has, so far in 2026, kept rates steady. Although the financial health of the oil and gas industry has shown improvement as compared to prior periods, to the extent elevated interest rates and inflation remain, we may experience further cost increases for our operations, including oilfield services, labor costs and equipment. Higher oil and natural gas prices may cause the costs of materials and services to continue to rise. We cannot predict any future trends in the rate of inflation, any subsequent monetary policy changes (including as a result of recent changes to the composition of the Federal Reserve’s Board of Governors), and a significant increase in inflation, to the extent we are unable to recover higher costs through higher oil and natural gas prices and revenues, would negatively impact our business, financial condition and results of operations. See Part I. Item 1A. Risk Factors—“Risks related to the oil and natural gas industry—Inflationary issues and associated changes in monetary policy previously have resulted in and such issues, as well as certain proposed tariffs, may in the future result in additional increases to the cost of our goods, services and personnel, which in turn cause our capital expenditures and operating costs to rise” in our Annual Report.

Previous wording

The 2031 Convertible Notes are the Company’s senior, unsecured obligations and are (i) equal in right of payment with CEC's, as the issuer of the 2031 Convertible Notes, senior unsecured indebtedness; (ii) senior in right of payment to the issuer’s indebtedness that is expressly subordinated to the 2031 Convertible Notes; and (iii) effectively subordinated to the issuer’s secured indebtedness, to the extent of the value of the collateral securing that indebtedness. The 2031 Convertible Notes are not guaranteed by any of the Company's subsidiaries, and the Company's subsidiaries do not have any obligations under the 2031 Convertible Notes. Because the 2031 Convertible Notes are not guaranteed by any of the Company's subsidiaries, the 2031 Convertible Notes are structurally subordinated to all indebtedness and other liabilities, including the Revolving Credit Facility, the CRF Credit Facility, other series of our Senior Notes, trade payables and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company subsidiaries.

Current wording

The 2031 Convertible Notes are the Company’s senior, unsecured obligations and are (i) equal in right of payment with CEC’s, as the issuer of the 2031 Convertible Notes, senior unsecured indebtedness; (ii) senior in right of payment to the issuer’s indebtedness that is expressly subordinated to the 2031 Convertible Notes; and (iii) effectively subordinated to the issuer’s secured indebtedness, to the extent of the value of the collateral securing that indebtedness. The 2031 Convertible Notes are not guaranteed by any of the Company’s subsidiaries, and the Company’s subsidiaries do not have any obligations under the 2031 Convertible Notes. Because the 2031 Convertible Notes are not guaranteed by any of the Company’s subsidiaries, the 2031 Convertible Notes are structurally subordinated to all indebtedness and other liabilities, including the Revolving Credit Facility, the CRF Credit Facility (as defined below), other series of our Senior Notes, trade payables and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries.

Previous wording

At December 31, 2025, we had $298.2 million outstanding aggregate principal amount of 7.750% senior notes due 2029 (the "2029 Notes"). In March 2026, we repurchased $39.1 million of our outstanding 2029 Notes in open market transactions, at an average price of 101.014%. As a result of the repurchases, we incurred a loss on the extinguishment of debt of approximately $0.4 million.

Current wording

At December 31, 2025, we had $298.2 million outstanding aggregate principal amount of 7.750% senior notes due 2029 (the “2029 Notes”). In March 2026, we repurchased $39.1 million of our outstanding 2029 Notes in open market transactions, at an average price of 101.014%. As a result of the repurchases, we incurred a loss on the extinguishment of debt of approximately $0.4 million. In July 2026, we elected to redeem all of the remaining 2029 Notes (the “2029 Notes Redemption”) at a redemption price equal to 100.000% of the outstanding principal amount, or $258.7 million, plus accrued and unpaid interest to, but excluding, the redemption date.

Previous wording

In December 2025, we consummated the Vital Energy Merger. Immediately following the Vital Energy Merger, the Company completed a series of internal transactions following which the assets of Vital and its subsidiary became held by subsidiaries of Crescent Energy Finance LLC. In connection with the Vital Energy Merger, Crescent issued 73.3 million shares of Class A Common Stock and paid $3.7 million in cash to settle outstanding Vital equity awards. In connection with the closing of the Vital Energy Merger, we repaid outstanding borrowings of $890.0 million and terminated the Vital revolving credit facility. See NOTE 3 – Acquisitions and Divestituresfor additional information.

Current wording

In December 2025, we consummated the Vital Energy Merger. Immediately following the Vital Energy Merger, the Company completed a series of internal transactions following which the assets of Vital and its subsidiary became held by subsidiaries of CEF (as defined below). In connection with the Vital Energy Merger, Crescent issued 73.3 million shares of Class A Common Stock and paid $3.7 million in cash to settle outstanding Vital equity awards. In connection with the closing of the Vital Energy Merger, we repaid outstanding borrowings of $890.0 million and terminated the Vital revolving credit facility. See Notes to condensed consolidated financial statements, NOTE 3 – Acquisitions and Divestitures included in Part I. Item 1. Financial Statements of this Quarterly Report for additional information.

Previous wording

On January 31, 2025, we acquired all of the outstanding equity interests in Ridgemar (Eagle Ford) LLC ("Ridgemar") for $807.2 million in cash and 5.5 million shares of our Class A Common Stock (the "Ridgemar Acquisition"). In addition, up to $170.0 million in contingent earn-out consideration may be paid in fiscal years 2026 and 2027 if quarterly NYMEX WTI prices of crude oil are above certain thresholds in 2026 and 2027 (collectively, the "Ridgemar Contingent Consideration”). We accounted for the Ridgemar Acquisition as an asset acquisition. See NOTE 3 – Acquisitions and Divestituresfor additional information.

Current wording

On January 31, 2025, we acquired all of the outstanding equity interests in Ridgemar (Eagle Ford) LLC (“Ridgemar”) for $807.2 million in cash and 5.5 million shares of our Class A Common Stock (the “Ridgemar Acquisition”). We accounted for the Ridgemar Acquisition as an asset acquisition. In addition, up to $170.0 million in contingent earn-out consideration may be paid in fiscal years 2026 and 2027 if quarterly NYMEX WTI prices of crude oil are above certain thresholds in 2026 and 2027 (collectively, the “Ridgemar Contingent Consideration”). See Notes to condensed consolidated financial statements, NOTE 3 – Acquisitions and Divestitures included in Part I. Item 1. Financial Statements of this Quarterly Report for additional information.

Previous wording

During the three months ended March 31, 2026, we sold non-core assets to unrelated third-party buyers for $1.2 million in aggregate net cash proceeds and recorded a loss of $2.9 million on the sale of such assets.

Current wording

During the six months ended June 30, 2026, we sold additional non-core assets to unrelated third-party buyers for $1.2 million in aggregate net cash proceeds and recorded a loss of $2.9 million.

Previous wording

During the three months ended March 31, 2025, we sold non-core assets to unrelated third-party buyers for $6.9 million in aggregate net cash proceeds and recorded a gain on the sale of assets of $10.9 million.

Current wording

During the six months ended June 30, 2025, we sold non-core assets to unrelated third-party buyers for $11.1 million in aggregate net cash proceeds and recorded a gain of $1.9 million and $12.8 million on the sale of such assets for the three and six months ended June 30, 2025, respectively.

Previous wording

Additionally, the Manager is entitled to receive Incentive Compensation under which the Manager is targeted to receive Class A Common Stock based on the achievement of certain performance-based measures. Initially, the Incentive Compensation consisted of five tranches, each of which featured a separate three-year performance period and relates to a target number of shares of Class A Common Stock equal to 2% of the outstanding Class A Common Stock as of the time such tranche is settled (each, a "Target PSU"). The first two tranches have vested and were fully expensed as of December 31, 2025. So long as the Manager continuously provides services to us until the end of the performance period applicable to a tranche, the Manager is entitled to settlement of such tranche with respect to a number of shares of Class A Common Stock ranging from 0% to 4.8% of the outstanding Class A Common Stock at the time each tranche is settled. Accordingly, as our Class A Common Stock share count increases, the number of equity-classified Manager PSU target Class A Shares granted under the Crescent Energy Company 2021 Manager Incentive Plan increases.

Current wording

Additionally, the Manager is entitled to receive Incentive Compensation under which the Manager is targeted to receive Class A Common Stock based on the achievement of certain performance-based measures. Initially, the Incentive Compensation consisted of five tranches, each of which featured a separate three-year performance period and relates to a target number of shares of Class A Common Stock equal to 2% of the outstanding Class A Common Stock as of the time such tranche is settled (each, a “Target PSU”). The first two tranches have vested and were fully expensed as of December 31, 2025. So long as the Manager continuously provides services to us until the end of the performance period applicable to a tranche, the Manager is entitled to settlement of such tranche with respect to a number of shares of Class A Common Stock ranging from 0% to 4.8% of the outstanding Class A Common Stock at the time each tranche is settled. Accordingly, as our Class A Common Stock share count increases, the number of equity-classified Manager PSU target shares of our Class A Common Stock granted under the Crescent Energy Company 2021 Manager Incentive Plan increases.

Previous wording

Our revenues are primarily derived from the sale of our oil, natural gas and NGL production and are influenced by production volumes and realized prices, excluding the effect of our commodity derivative contracts. Pricing of commodities are subject to supply and demand as well as seasonal, political and other conditions that we generally cannot control. Our revenues may vary significantly from period to period as a result of changes in volumes of production sold or changes in commodity prices. The following table illustrates our production revenue mix for each of the periods presented:

Current wording

Our revenues are primarily derived from the sale of our oil, natural gas and NGL production and are influenced by production volumes and realized prices, excluding the effect of our commodity derivative contracts. Commodity prices are subject to supply and demand as well as seasonal, political and other conditions that we generally cannot control. Our revenues may vary significantly from period to period as a result of changes in volumes of production sold or changes in commodity prices. The following table illustrates our production revenue mix for each of the periods presented:

Previous wording

In addition, revenue from our midstream assets is supported by commercial agreements that have established minimum volume commitments. These midstream revenues, as well as revenue associated with crude oil blending, comprise the majority of our midstream and other revenue. Midstream and other revenue accounts for 4% or less of our total revenues for the three months ended March 31, 2026 and 2025.

Current wording

In addition, revenue from our midstream assets is supported by commercial agreements that have established minimum volume commitments. These midstream revenues, as well as revenue associated with crude oil blending, comprise the majority of our midstream and other revenue. Midstream and other revenue accounts for 4% or less of our total revenues for the three and six months ended June 30, 2026 and 2025.

Previous wording

Total consolidated sales volumes increased 7,438 MBoe during the three months ended March 31, 2026, compared to the three months ended March 31, 2025. Our Working interest sales volumes increased 6,988 MBoe, primarily due to the Vital Energy Merger and our Minerals and royalties sales volumes increased 450 MBoe due to our Minerals Acquisitions.

Current wording

Total consolidated sales volumes increased 6,557 MBoe and increased 13,995 MBoe during the three and six months ended June 30, 2026, respectively, compared to the three and six months ended June 30, 2025. Our Working interest sales volumes increased 5,915 MBoe and increased 12,903 MBoe during the three and six months ended June 30, 2026, respectively, primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. Our Minerals and royalties sales volumes increased 642 MBoe and increased 1,092 MBoe during the three and six months ended June 30, 2026, respectively, due to our 2026 Minerals Acquisitions.

Previous wording

The oil and natural gas industry is cyclical and commodity prices can be highly volatile. In recent years, commodity prices have been subject to significant fluctuations, either as a result of the geopolitical events, such as the recent events in Venezuela, and expected increase in Venezuelan crude being brought to market, Russia’s invasion of Ukraine and the associated sanctions imposed on Russia, the Israel-Hamas conflict and the broader conflict in the Middle East, including the conflict with Iran and the disruption of shipments of crude oil and liquefied natural gas through the Strait of Hormuz, actions taken by OPEC, sustained levels of inflation and increased U.S. drilling activity or otherwise. Uncertainty persists regarding OPEC’s actions, increased U.S. drilling, proposed tariffs, inflation and the armed conflicts in Ukraine and the Middle East, including with Iran and the potential for related supply disruptions and ongoing hostilities in Venezuela. Additionally, market concern regarding the health of the global banking sector and any resultant recessionary effects contributed, among other factors, to increased volatility in the price for oil and natural gas.

Current wording

The oil and natural gas industry is cyclical and commodity prices can be highly volatile. In recent years, commodity prices have been subject to significant fluctuations, either as a result of geopolitical events, such as developments in Venezuela, Russia’s invasion of Ukraine and the associated sanctions imposed on Russia, the Israel-Hamas conflict and the broader conflict in the Middle East, including the conflict with Iran and the disruption of shipments of crude oil and liquefied natural gas through the Strait of Hormuz, actions taken by OPEC+ and other major producing countries, sustained levels of inflation and increased U.S. drilling activity or otherwise. Uncertainty persists regarding OPEC+’s actions, changes in participation by member countries, increased U.S. drilling, proposed tariffs, inflation and the armed conflicts in Ukraine and the Middle East, including with Iran, and the potential for related supply disruptions and impacts on global energy markets. Additionally, recessionary concerns and broader macroeconomic conditions contributed, among other factors, to increased volatility in the price for oil and natural gas.

Previous wording

(1)The realized price presented above does not include $60.6 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three months ended March 31, 2026, and does not include $17.9 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three months ended March 31, 2025.

Current wording

(1)The realized price presented above does not include $62.1 million or $122.6 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three and six months ended June 30, 2026, respectively, and does not include $17.0 million or $34.9 million received from the settlement of acquired oil, gas and NGL derivative contracts for the three and six months ended June 30, 2025, respectively.

Previous wording

Oil revenue. Oil revenue increased $273.7 million, or 44%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This was driven by a $231.4 million increase from higher sales volume (38 MBbls/d, or 37%), and higher realized oil prices that resulted in an increase of $42.3 million (an increase of 5% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger. The increase in realized oil prices was due to higher index pricing and more favorable price differentials.

Current wording

Oil revenue. Oil revenue increased $624.3 million, or 104%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This was driven by higher realized oil prices that resulted in an increase of $446.2 million (an increase of 57% per Bbl) and a $178.1 million increase from higher sales volume (32 MBbls/d, or 30%). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures. The increase in realized oil prices was due to higher index pricing and more favorable price differentials.

Previous wording

Natural gas revenue. Natural gas revenue decreased $29.1 million, or 16%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This was driven by lower natural gas prices that resulted in a decrease of $54.2 million (a decrease of 25% per Mcf), partially offset by a $25.1 million increase from higher sales volume (88 MMcf/d, or 13%). The increase in sales volumes was primarily due to the Vital Energy Merger. The decrease in realized natural gas prices was due to a decrease in our price differentials due to the Vital Energy Merger and resulting differentials in the Permian Basin.

Current wording

Natural gas revenue. Natural gas revenue decreased $125.2 million, or 79%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This was driven by lower natural gas prices that resulted in a decrease of $142.4 million (a decrease of 81% per Mcf), partially offset by a $17.2 million increase from higher sales volume (71 MMcf/d, or 11%). The increase in sales volumes was primarily due to the Vital Energy Merger, partially offset by our 2025 divestitures. The decrease in realized natural gas prices was due to lower index pricing and a decrease in our price differentials due to the Vital Energy Merger and resulting differentials in the Permian Basin.

Previous wording

NGL revenue. NGL revenue increased $17.5 million, or 16%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This was driven primarily by a $68.7 million increase from higher sales volume (30 MBbls/d, or 64%), partially offset by lower realized NGL prices that resulted in a decrease of $51.2 million (a decrease of 29% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger.

Current wording

NGL revenue. NGL revenue increased $31.2 million, or 32%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This was driven primarily by a $58.4 million increase from higher sales volume (28 MBbls/d, or 58%), partially offset by lower realized NGL prices that resulted in a decrease of $27.2 million (a decrease of 17% per Bbl). The increase in sales volumes was primarily driven by the Vital Energy Merger, partially offset by our 2025 divestitures.

Previous wording

Midstream and other revenue. Midstream and other revenue decreased $29.5 million, or 83%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, driven primarily by our 2025 divestitures.

Current wording

Midstream and other revenue. Midstream and other revenue decreased $33.4 million, or 87%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, driven primarily by our 2025 divestitures.

Previous wording

Operating expense. Operating expense increased $25.5 million, or 6%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, driven primarily by the following factors:

Current wording

Operating expense. Operating expense increased $17.6 million, or 5%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, driven primarily by the following factors:

Previous wording

(i)Lease and asset operating expense increased $42.2 million, or 22%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, and decreased $0.63 per Boe, or 8%, to $7.64 per Boe. This $42.2 million increase was driven primarily by higher production from the Vital Energy Merger, which was more than offset on a per Boe basis with the additional acquired volumes and 2025 divestitures.

Current wording

(i)Lease and asset operating expense increased $26.7 million, or 15%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and decreased $0.75 per Boe, or 10%, to $6.80 per Boe. This $26.7 million increase was driven primarily by higher production from the Vital Energy Merger, which was more than offset on a per Boe basis with the additional acquired volumes and 2025 divestitures.

Previous wording

(ii)Gathering, processing and transportation expense decreased $3.2 million, or 3%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, and decreased $1.20 per Boe, or 26%, to $3.33 per Boe. These decreases were driven primarily by the Vital Energy Merger and our 2025 divestitures.

Current wording

(ii)Gathering, processing and transportation expense decreased $11.6 million, or 11%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and decreased $1.34 per Boe, or 30%, to $3.10 per Boe. These per Boe decreases were driven primarily by the Vital Energy Merger and our 2025 divestitures.

Previous wording

(iv)Workover expense increased $14.3 million, or 89%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, and increased $0.30 per Boe, or 43%, to $0.99 per Boe. This increase was primarily driven by the Vital Energy Merger.

Current wording

(iv)Workover expense increased $13.5 million, or 70%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, and increased $0.27 per Boe, or 33%, to $1.08 per Boe. This increase was primarily driven by the Vital Energy Merger.

Previous wording

(v)Midstream and other operating expense decreased $23.1 million, or 77%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily due to our 2025 divestitures.

Current wording

(v)Midstream and other operating expense decreased $24.9 million, or 86%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to our 2025 divestitures.

Previous wording

Depreciation, depletion and amortization. In the three months ended March 31, 2026, depreciation, depletion and amortization increased $71.6 million, or 25%, compared to the three months ended March 31, 2025, driven primarily by increased production from the Vital Energy Merger.

Current wording

Depreciation, depletion and amortization. In the three months ended June 30, 2026, depreciation, depletion and amortization increased $60.9 million, or 21%, compared to the three months ended June 30, 2025, driven primarily by increased production from the Vital Energy Merger.

Previous wording

Impairment expense. During the three months ended March 31, 2025, we recorded an impairment of $45.6 million to write down the value of certain assets classified as held for sale to expected net proceeds. We did not have impairment expense during the three months ended March 31, 2026.

Current wording

Impairment expense. During the three months ended June 30, 2025, we recorded an impairment of $3.0 million to write down the value of certain assets to expected net proceeds. We did not recognize impairment expense during the three months ended June 30, 2026.

Previous wording

General and administrative expense. General and administrative expense increased $6.0 million, or 11%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was driven by (i) higher recurring General and administrative expense due to an increase in Manager Compensation as a result of the Vital Energy Merger and (ii)

Current wording

General and administrative expense. General and administrative expense decreased $63.1 million, or 51%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The decrease was driven by a decrease in equity-based compensation expense of $72.1 million (2026 and 2025 include an additional true-up expense of $0.4 million and $69.3 million due to changes in estimate) partially offset by (i) higher recurring General and administrative expense primarily due to an increase in Manager Compensation as a result of the Vital Energy Merger and (ii) $0.1 million higher transaction and nonrecurring related expenses.

Previous wording

Other operating costs. Other operating costs include exploration expense and gain on sale of assets. Other operating costs increased by $20.0 million, compared to the three months ended March 31, 2025, primarily driven by $6.3 million higher exploration expense recognized during the three months ended March 31, 2026 and a $13.7 million change in the gain or loss on sale of assets.

Current wording

Other operating costs. Other operating costs include exploration expense and gain on sale of assets. Other operating costs decreased by $16.9 million, compared to the three months ended June 30, 2025, primarily driven by $5.2 million lower exploration expense recognized during the three months ended June 30, 2026 and a $11.7 million change in the gain or loss from the sale of assets.

Previous wording

Interest expense. In the three months ended March 31, 2026, we incurred interest expense of $104.6 million, as compared to $73.2 million in the three months ended March 31, 2025, a 43% increase. This increase was driven primarily by higher average debt balances from the Vital Energy Merger.

Current wording

Interest expense. In the three months ended June 30, 2026, we incurred interest expense of $99.8 million, as compared to $75.2 million in the three months ended June 30, 2025, a 33% increase. This increase was driven primarily by higher average debt balances as a result of the Vital Energy Merger.

Previous wording

Income tax benefit (expense). We are a corporation that is subject to U.S. federal and state income taxes on our allocable share of any taxable income from OpCo. OpCo is a partnership and is generally not subject to U.S. federal and certain state taxes. For the three months ended March 31, 2026 and 2025, we recognized income tax benefit of $82.3 million and tax expense of$2.6 million, respectively, for an effective tax rate of 16.4% and 30.7%, respectively. Our effective tax rate for the three months ended March 31, 2026 was lower primarily due to the permanent difference recognized in conjunction with the performance stock units granted to our Manager ("Manager PSUs") that vested during the three months ended March 31, 2026. Our effective tax rate for the three months ended March 31, 2025 was higher due to temporary timing differences of certain deductions and a higher state tax rate due to the apportionment changes created by the Ridgemar Acquisition.

Current wording

Income tax benefit (expense). We are a corporation that is subject to U.S. federal and state income taxes on our allocable share of any taxable income from OpCo. OpCo is a partnership and is generally not subject to U.S. federal and certain state taxes. For the three months ended June 30, 2026 and 2025, we recognized income tax expense of $169.9 million and income tax expense of $41.1 million, respectively, for an effective tax rate of 25.6% and 20.2%, respectively. Our effective tax rate for the three months ended June 30, 2026 was higher than the statutory rate primarily due to the permanent difference recognized in conjunction with the performance stock units granted to our Manager (“Manager PSUs”).

Previous wording

Adjusted EBITDAX (non-GAAP) increased by $160.3 million, or 30%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily driven by additional production from the Vital Energy Merger.

Current wording

Adjusted EBITDAX (non-GAAP) increased by $284.1 million, or 55%, in the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily driven by additional production from the Vital Energy Merger and increased oil pricing.

Previous wording

Levered Free Cash Flow (non-GAAP) decreased by $49.7 million, or 21%, in the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily driven by $177.2 million of increased development of oil and natural gas properties expenditures and additional interest expense, excluding non-cash amortization and the loss from extinguishment of debt, partially offset by increased Adjusted EBITDAX.

Current wording

Levered Free Cash Flow (non-GAAP) increased by $246.8 million, or 144%, in the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily driven by increased Adjusted EBITDAX, partially offset by $19.4 million of increased development of oil and natural gas properties expenditures and additional interest expense.

Previous wording

(iii)Production and other taxes decreased $4.7 million, or 8%, in the three months ended March 31, 2026, compared to the three months ended March 31, 2025, and decreased $0.78 per Boe, or 30%, to $1.82 per Boe. This net decrease was driven primarily by our 2025 divestitures higher tax rates, partially offset by the Vital Energy Merger.

Current wording

(iii)Production and other taxes increased $9.2 million, or 8%, in the six months ended June 30, 2026, compared to the six months ended June 30, 2025, and decreased $0.41 per Boe, or 17%, to $2.04 per Boe. This increase was driven primarily by production from the Vital Energy Merger and higher oil prices, partially offset by our 2025 divestitures that were subject to higher production tax rates.

Previous wording

Loss on extinguishment of debt. During the three months ended March 31, 2026, we incurred a loss on extinguishment of debt of $17.4 million related to $12.0 million premium for the 2028 Notes Redemption and our repurchases of the 2029 Notes, and $5.4 million related to the non-cash write-off of outstanding deferred financing costs, discounts, and premiums. During the three months ended March 31, 2025, we did not incur a loss on the extinguishment of debt.

Current wording

$17.4 million related to $12.0 million premium for the 2028 Notes Redemption and our repurchases of the 2029 Notes, and $5.4 million related to the non-cash write-off of outstanding deferred financing costs, discounts, and premiums. During the six months ended June 30, 2025, we did not incur a loss on the extinguishment of debt.

Previous wording

Gain (loss) on derivatives. We have entered into derivative contracts to manage our exposure to commodity price risks that impact our revenues and have derivative gains and losses related to our contingent earn-out consideration. Our loss on derivatives during the three months ended March 31, 2026 changed by $615.6 million, from a comparable loss during 2025 primarily due to changes in commodity prices relative to our strike price.

Current wording

Gain (loss) on derivatives. We have entered into derivative contracts to manage our exposure to commodity price risks that impact our revenues and have derivative gains and losses related to our contingent earn-out consideration. Our loss on derivatives during the six months ended June 30, 2026 changed by $632.3 million, from a comparable gain during the six months ended June 30, 2025 primarily due to changes in commodity prices relative to our strike prices.

Previous wording

(2)Transaction and nonrecurring expenses of $20.7 million for the three months ended March 31, 2026 were primarily related to the Ridgemar Acquisition earn-out payments, Vital Energy Merger transaction costs, capital markets transactions and restructuring costs. Transaction and nonrecurring expenses of $10.1 million for the three months ended March 31, 2025 were primarily related to the Ridgemar Acquisition transaction costs, divestitures and restructuring costs.

Current wording

(2)Transaction and nonrecurring expenses of $46.6 million for the six months ended June 30, 2026 were primarily related to earn-out payments for the Ridgemar Acquisition, Vital Energy Merger transaction costs, capital markets transactions and divestiture and restructuring costs. Transaction and nonrecurring expenses of $9.9 million for the six months ended June 30, 2025 were primarily related to uncapitalized transaction costs related to the Ridgemar Acquisition and transaction costs related to our divestitures and the SilverBow Merger, partially offset by proceeds from a legal settlement.

Previous wording

(2)Transaction and nonrecurring expenses of $20.7 million for the three months ended March 31, 2026 were primarily related to the Ridgemar Acquisition earn-out payments, Vital Energy Merger transaction costs, capital markets transactions and restructuring costs. Transaction and nonrecurring expenses of $10.1 million for the three months ended March 31, 2025 were primarily related to the Ridgemar Acquisition transaction costs, divestitures and restructuring costs.

Current wording

(2)Transaction and nonrecurring expenses of $46.6 million for the six months ended June 30, 2026 were primarily related to earn-out payments for the Ridgemar Acquisition, Vital Energy Merger transaction costs, capital markets transactions and divestiture and restructuring costs. Transaction and nonrecurring expenses of $9.9 million for the six months ended June 30, 2025 were primarily related to uncapitalized transaction costs related to the Ridgemar Acquisition and transaction costs related to our divestitures and the SilverBow Merger, partially offset by proceeds from a legal settlement.

Previous wording

Our primary sources of liquidity are cash flow from operations, proceeds from equity and debt offerings and borrowings under our senior secured reserve-based revolving credit agreements. Our primary expected uses of capital are for dividends to shareholders, our share repurchase program, debt repayment, including open market repurchases of our Senior Notes, development of our existing assets and acquisitions.

Current wording

Our primary sources of liquidity are cash on hand, cash flow from operations, proceeds from equity and debt offerings and borrowings under our senior secured reserve-based revolving credit agreements. Our primary expected uses of capital are for dividends to shareholders, our share repurchase program, debt repayment, including open market repurchases of our Senior Notes, development of our existing assets and acquisitions.

Previous wording

Net cash provided by operating activities. Net cash provided by operating activities for the three months ended March 31, 2026 increased by $72.1 million, or 21%, compared to the three months ended March 31, 2025 primarily due to higher net income after adjusting for non-cash items.

Current wording

Net cash provided by operating activities. Net cash provided by operating activities for the six months ended June 30, 2026 increased by $279.9 million, or 33%, compared to the six months ended June 30, 2025 primarily due to higher net income after adjusting for non-cash items.